Can you just cover old paneling with a thin layer of some kind of 4x8?
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As long as it isn't warped, yes you can. I would mark the studs some way on the ceiling or floor before you start though to make it easier to nail into them.
We covered paneling with thin Sheetrock. Looks so much better.
paneling can be painted. Just prime and paint. If the paneling has wood grain, it will show thru the paint And looks awesome.